Accuracy of Representations and Warranties and Satisfaction of Conditions Sample Clauses

Accuracy of Representations and Warranties and Satisfaction of Conditions. Seller Shareholder will immediately advise Buyer in writing if (a) any of the representations or warranties of Seller Shareholder is untrue or incorrect in any material respect, or (b) Seller Shareholder becomes aware of the occurrence of any event or state of facts that results in any of the representations and warranties of Seller Shareholder being untrue or incorrect as if Seller Shareholder was then making them. Seller Shareholder will not take any action, or omit to take any action, and shall cause Company not to take any action, or omit to take any action, that would result in any of Seller Shareholder's representations and warranties set forth in this Agreement to be untrue or incorrect as of the Closing Date. Seller Shareholder will use its best efforts to cause all conditions set forth in Section 5 that are within its control to be satisfied as promptly as practicable under the circumstances.
Sample 1See All (4)
AutoNDA by SimpleDocs
Accuracy of Representations and Warranties and Satisfaction of Conditions. Seller Parties will immediately advise Buyer in writing if (i) any of Seller Parties' representations or warranties are untrue or incorrect in any material respect or (ii) any of Seller Parties become aware of the occurrence of any event or of any state of facts that results in any of the representations and warranties of Seller Parties being untrue or incorrect as if Seller Parties were then making them. Seller Parties will not take any action, or omit to take any action, that would cause any of Seller Parties' representations and warranties set forth in this Agreement to be untrue or incorrect as of the Closing Date. Seller Parties will use their best efforts to cause all conditions within their control that are set forth in Section 8 to be satisfied as promptly as practicable under the circumstances.
Sample 1See All (4)
Accuracy of Representations and Warranties and Satisfaction of Conditions. Seller Parties will promptly advise Buyers in writing if (a) any of Seller Parties' representations or warranties are untrue or incorrect in any material respect or (b) Seller Parties become aware of the occurrence of any event or of any state of facts that results in any of the representations and warranties of Seller Parties being untrue or incorrect in any material respect as if Seller Parties were then making them. Seller Parties will use their reasonable commercial efforts to cause all conditions within their control that are set forth in Section 5 to be satisfied as promptly as practicable under the circumstances.
Sample 1Sample 2
Accuracy of Representations and Warranties and Satisfaction of Conditions. Seller shall immediately advise Buyer in writing if (i) Seller's representations or warranties are untrue or incorrect in any material respect or (ii) Seller becomes aware of the occurrence of any event or of any state of facts that results in any of the representations and warranties of Seller being untrue or incorrect as if Seller were then making them. Seller will not take any action, or omit to take any action, that would cause Seller's representations and warranties set forth in this Agreement to be untrue or incorrect as of the Effective Date. Seller will use its best efforts to cause all conditions within its control that are set forth in Section 8 to be satisfied as promptly as practicable under the circumstances.
Sample 1
Accuracy of Representations and Warranties and Satisfaction of Conditions. Seller Parties will immediately advise FFNM in writing if (a) any of Seller Parties' representations or warranties are untrue or incorrect in any material respect; or (b) Seller Parties become aware of the occurrence of any event or state of facts that results in any of Seller Parties' representations and warranties being untrue or incorrect in any material respect as if Seller Parties were then being made. Seller Parties will not take any action, or omit to take any action, that would result in any of the representations and warranties of Seller Parties set forth in this Agreement being untrue or incorrect in any material respect as of the Closing Date. Seller Parties will use their best efforts to cause all conditions within any of their control that are set forth in Article III to be satisfied as promptly as practicable under the circumstances.
Sample 1
Accuracy of Representations and Warranties and Satisfaction of Conditions. Agency will immediately advise Madison County Financial in writing if: (a) any of Agency’s representations or warranties are untrue or incorrect in any material respect; or (b) Agency becomes aware of the occurrence of any event or state of facts that results in any of Agency’s representations and warranties being untrue or incorrect in any material respect. Agency will not take any action, or omit to take any action, that would result in any of the representations and warranties of Agency set forth in this Agreement being untrue or incorrect in any material respect as of the Closing Date. Agency will use its best efforts to cause all conditions within its control that are set forth in Article III to be satisfied as promptly as practicable under the circumstances.
Sample 1
Accuracy of Representations and Warranties and Satisfaction of Conditions. Seller Parties will immediately advise Buyer in writing if (a) any of Seller Parties' representations or warranties are untrue or incorrect in any material respect; or (b) Seller Parties become aware of the occurrence of any event or state of facts that results in any of Seller Parties' representations and warranties being untrue or incorrect as if then being made. Seller Parties will not take any action, or omit to take any action, that would result in any of the representations and warranties of Seller Parties set forth in this Agreement being untrue or incorrect as of the Closing Date. Seller Parties will use their best efforts to cause all conditions within any of their control that are set forth in Section 3 to be satisfied as promptly as practicable under the circumstances.
Sample 1
AutoNDA by SimpleDocs
Accuracy of Representations and Warranties and Satisfaction of Conditions. Executive will immediately advise Buyer in writing if (a) any of the representations or warranties of Shareholders is untrue or incorrect in any material respect, or (b) Shareholders become aware of the occurrence of any event or state of facts that results in any of the representations and warranties of Shareholders being untrue or incorrect as if Shareholders were then making them. Shareholders will not take any action, or omit to take any action, and shall cause McLaren not to take any action, or omit to take any action, that would result in any of Shareholders' representations and warranties set forth in this Agreement to be untrue or incorrect as of the Closing Date. Shareholders will use their best efforts to cause all conditions set forth in Section 5 that are within their control to be satisfied as promptly as practicable under the circumstances.
Sample 1
Accuracy of Representations and Warranties and Satisfaction of Conditions. Executive will immediately advise Buyer in writing if (a) any of the representations or warranties of Shareholders is untrue or incorrect in any material respect, or (b) Shareholders become aware of the occurrence of any event or state of facts that results in any of the representations and warranties of Shareholders being untrue or incorrect as if Shareholders were then making them. Shareholders will not take any action, or omit to take any action, and shall cause McLaren not to take any action, or omit to take any action, that would result in any of Shareholders' representations and warranties set forth in this Agreement to be untrue or incorrect as of the Closing Date. Shareholders will use their best efforts to cause all conditions set forth in Section 5 that are within their control to be satisfied as promptly as practicable under the circumstances.
Sample 1

Related to Accuracy of Representations and Warranties and Satisfaction of Conditions

  • Accuracy of Representations and Warranties The representations and warranties of Purchaser contained in this Agreement shall have been true in all material respects on the date hereof and shall be true in all material respects on and as of the Closing Date with the same force and effect as though made on and as of the Closing Date.

  • Accuracy of Representations and Warranties; Performance of Covenants At the Closing Time, the representations and warranties contained herein or in certificates of any officer of the Company or any of its subsidiaries (including the Bank) delivered pursuant to the provisions hereof, shall be true and correct, when made, and at the Closing Time, and the Company shall have performed its covenants and other obligations hereunder.

  • Continuing Accuracy of Representations and Warranties Any obligation of the Agents to use their commercially reasonable efforts to sell the Shares on behalf of the Company as sales agents shall be subject to the continuing accuracy of the representations and warranties of the Company herein, to the performance by the Company of its obligations hereunder and to the continuing satisfaction of the conditions specified in Section 3 of this Agreement.

  • Reassertion of Representations and Warranties, No Default The Borrower hereby represents that on and as of the date hereof and after giving effect to this Amendment (a) all of the representations and warranties contained in the Credit Agreement are true, correct and complete in all respects as of the date hereof as though made on and as of such date, except for changes permitted by the terms of the Credit Agreement, and (b) there will exist no Event of Default under the Credit Agreement as amended by this Amendment on such date which has not been waived by the Lender.

  • Preserve Accuracy of Representations and Warranties Each party hereto will refrain from taking any action which would render any of its representations and warranties contained in this Agreement untrue, inaccurate or misleading as of Closing and the Effective Time. Through Closing, each party will promptly notify the other parties of any lawsuit, claim, audit, investigation, administrative action or other proceeding asserted or commenced against such party that may involve or relate in any way to another party to this Agreement. Each party hereto will promptly notify the other parties of any facts or circumstances that come to its attention and that cause, or through the passage of time may cause, any of a party's representations, warranties or covenants to be untrue or misleading at any time from the date hereof through Closing.

  • Accuracy of Representations and Compliance with Conditions All ---------------------------------------------------------- representations and warranties of Buyer contained in this Agreement shall be true and accurate when made and, except (a) as a result of the taking of any action contemplated hereby or (b) insofar as any representation or warranty relates to any specified earlier date, shall be true and accurate as of the Closing Date, as though such representations and warranties were then made by Buyer; and Buyer shall have performed and complied with all of its covenants and agreements set forth in this Agreement to be performed or complied with at or before the Closing.

  • Survival of Representations and Warranties and Covenants All representations and warranties made by the parties hereto, and all covenants and other agreements of the parties hereto, in this Subscription Agreement shall survive the Closing.

  • Breach of Representations and Warranties Any material representation or warranty of the Borrower made herein, in the Subscription Agreement, or in any agreement, statement or certificate given in writing pursuant hereto or in connection therewith shall be false or misleading in any material respect as of the date made and the Closing Date.

  • Effect of Representations and Warranties The representations and ---------------------------------------- warranties contained in this Agreement or in any List shall terminate immediately after the Effective Time of the Merger.

Time is Money Join Law Insider Premium to draft better contracts faster.